Common use of Reg FD Disclosure    Depositor Clause in Contracts

Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer

Appears in 3 contracts

Samples: Sale and Servicing Agreement (California Republic Auto Receivables Trust 2016-1), Sale and Servicing Agreement (California Republic Funding LLC), Sale and Servicing Agreement (California Republic Funding LLC)

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Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer Reg AB Reference Servicing Criteria Responsible Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Servicer 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements Servicer 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Servicer 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt and identification, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. Servicer 1122(d)(4)(v) The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance. Servicer 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Servicer 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Servicer 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Servicer 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. N/A Reg AB Reference Servicing Criteria Responsible Party 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission. N/A 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Servicer 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. N/A EXHIBIT E BACKUP SERVICER DUTIES Duties of Backup Servicer California Republic Auto Receivables Trust 0000-0 Xxx-xxxx, Upfront Duties • The Backup Servicer will request an initial extract file specific to CRART 2016-2 from Servicer. The Backup Servicer’s extract file layout will be provided to Servicer; • Information from the initial extract file received from Servicer will be mapped to the Backup Servicer’s system within 60 days of receipt of the complete file; • The Backup Servicer will compare information from the initial extract file to initial monthly certificate and further determine that the monthly servicer’s report is complete on its face. The Backup Servicer will (1) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period, (2) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period and (3) verify the aggregate outstanding balance of Receivables at the close of the related collection period. This verification will compare the information on the monthly servicer’s report to the information produced on The Backup Servicer’s system from the monthly extract file received from Servicer. Monthly Duties • The Backup Servicer will store the monthly extract file received from Servicer; • The Backup Servicer will load the information from the monthly extract file to its system within seven business days of receipt of the complete file; • The Backup Servicer will review the monthly servicer’s report and determine that the monthly servicer’s report is complete on its face. The Backup Servicer will (1) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period, (2) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period and (3) verify the aggregate outstanding balance of Receivables at the close of the related Collection Period; • In the event of any discrepancy on the Monthly Servicer’s Certificate, the Backup Servicer will promptly notify Servicer of any discrepancies; • Warm backup servicing duties assume a readiness state that would allow the Backup Servicer to convert and transfer the portfolio as soon as reasonably practical (not immediately) upon the formal request for transfer notice. APPENDIX A USAGE AND DEFINITIONS

Appears in 2 contracts

Samples: Sale and Servicing Agreement (California Republic Auto Receivables Trust 2016-2), Sale and Servicing Agreement (California Republic Auto Receivables Trust 2016-2)

Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer

Appears in 2 contracts

Samples: Sale and Servicing Agreement (California Republic Auto Receivables Trust 2015-3), Sale and Servicing Agreement (California Republic Funding LLC)

Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Schedule B SB-4 Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Schedule B SB-5 Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Schedule B SB-6 Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer Schedule B SB-7 Reg AB Reference Servicing Criteria Responsible Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Servicer 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements Servicer 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Servicer 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt and identification, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. Servicer 1122(d)(4)(v) The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance. Servicer 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Servicer 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Servicer 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Servicer 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. Schedule B SB-8 Reg AB Reference Servicing Criteria Responsible Party 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission. N/A 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Servicer 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. N/A Schedule B SB-9 [ANNEX A] [BACKUP SERVICER DUTIES] (Annex A) AX-1 APPENDIX A USAGE AND DEFINITIONS USAGE The following rules of construction and usage are applicable to this Appendix and to any agreement that incorporates this Appendix and any certificate or other document made or delivered pursuant to any such agreement:

Appears in 2 contracts

Samples: Sale and Servicing Agreement (California Republic Funding LLC), Sale and Servicing Agreement (California Republic Funding LLC)

Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Part III: Form FORM 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer Reg AB Reference Servicing Criteria Responsible Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Servicer 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements Servicer 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Servicer 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt and identification, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. Servicer 1122(d)(4)(v) The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance. Servicer 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Servicer 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Servicer 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Servicer 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. N/A Reg AB Reference Servicing Criteria Responsible Party 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission. N/A 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Servicer 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. N/A EXHIBIT E BACKUP SERVICER DUTIES Duties of Backup Servicer California Republic Auto Receivables Trust 201[ ]-[ ] One-time, Upfront Duties • The Backup Servicer will request an initial extract file specific to CRART 201[ ]-[ ] from Servicer. The Backup Servicer’s extract file layout will be provided to Servicer; • Information from the initial extract file received from Servicer will be mapped to the Backup Servicer ‘s system within 60 days of receipt of the complete file; • The Backup Servicer will compare information from the initial extract file to initial monthly certificate and further determine that the monthly servicer’s report is complete on its face. The Backup Servicer will (1) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period, (2) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period and (3) verify the aggregate outstanding balance of Receivables at the close of the related collection period. This verification will compare the information on the monthly servicer’s report to the information produced on The Backup Servicer’s system from the monthly extract file received from Servicer. Monthly Duties • The Backup Servicer will store the monthly extract file received from Servicer; • The Backup Servicer will load the information from the monthly extract file to its system within seven business days of receipt of the complete file; • The Backup Servicer will review the monthly servicer’s report and determine that the monthly servicer’s report is complete on its face. The Backup Servicer will (1) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period, (2) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period and (3) verify the aggregate outstanding balance of Receivables at the close of the related Collection Period; • In the event of any discrepancy on the Monthly Servicer’s Certificate, the Backup Servicer will promptly notify Servicer of any discrepancies; • Warm backup servicing duties assume a readiness state that would allow the Backup Servicer to convert and transfer the portfolio as soon as reasonably practical (not immediately) upon the formal request for transfer notice. APPENDIX A USAGE AND DEFINITIONS

Appears in 1 contract

Samples: Sale and Servicing Agreement (California Republic Funding LLC)

Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer Reg AB Reference Servicing Criteria Responsible Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Servicer 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements Servicer 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Servicer 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt and identification, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. Servicer 1122(d)(4)(v) The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance. Servicer 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Servicer 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Servicer 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Servicer 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. N/A Reg AB Reference Servicing Criteria Responsible Party 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission. N/A 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Servicer 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. N/A EXHIBIT E BACKUP SERVICER DUTIES Duties of Backup Servicer California Republic Auto Receivables Trust 0000-0 Xxx-xxxx, Upfront Duties • The Backup Servicer will request an initial extract file specific to CRART 2016-1 from Servicer. The Backup Servicer’s extract file layout will be provided to Servicer; • Information from the initial extract file received from Servicer will be mapped to the Backup Servicer’s system within 60 days of receipt of the complete file; • The Backup Servicer will compare information from the initial extract file to initial monthly certificate and further determine that the monthly servicer’s report is complete on its face. The Backup Servicer will (1) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period, (2) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period and (3) verify the aggregate outstanding balance of Receivables at the close of the related collection period. This verification will compare the information on the monthly servicer’s report to the information produced on The Backup Servicer’s system from the monthly extract file received from Servicer. Monthly Duties • The Backup Servicer will store the monthly extract file received from Servicer; • The Backup Servicer will load the information from the monthly extract file to its system within seven business days of receipt of the complete file; • The Backup Servicer will review the monthly servicer’s report and determine that the monthly servicer’s report is complete on its face. The Backup Servicer will (1) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period, (2) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period and (3) verify the aggregate outstanding balance of Receivables at the close of the related Collection Period; • In the event of any discrepancy on the Monthly Servicer’s Certificate, the Backup Servicer will promptly notify Servicer of any discrepancies; • Warm backup servicing duties assume a readiness state that would allow the Backup Servicer to convert and transfer the portfolio as soon as reasonably practical (not immediately) upon the formal request for transfer notice. APPENDIX A USAGE AND DEFINITIONS

Appears in 1 contract

Samples: Sale and Servicing Agreement (California Republic Auto Receivables Trust 2016-1)

Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Schedule B SB-4 Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Schedule B SB-5 Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Schedule B SB-6 Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer Schedule B SB-7 Reg AB Reference Servicing Criteria Responsible Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Servicer 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements Servicer 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Servicer 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt and identification, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. Servicer 1122(d)(4)(v) The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance. Servicer 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Servicer 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Servicer 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Servicer 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. N/A Schedule B SB-8 Reg AB Reference Servicing Criteria Responsible Party 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission. N/A 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Servicer 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. N/A Schedule B SB-9 ANNEX A BACKUP SERVICER DUTIES Duties of Backup Servicer CALIFORNIA REPUBLIC AUTO RECEIVABLES TRUST 0000-0 Xxx-xxxx, Upfront Duties • The Backup Servicer will request an initial extract file specific to CRART 2015-2 from Servicer. The Backup Servicer’s extract file layout will be provided to Servicer; • Information from the initial extract file received from Servicer will be mapped to the Backup Servicer ‘s system within sixty (60) days of receipt of the complete file; • The Backup Servicer will compare information from the initial extract file to initial monthly certificate and further determine that the monthly servicer’s report is complete on its face. The Backup Servicer will a) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period; b) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period; and c) verify the aggregate outstanding balance of Receivables at the close of the related collection period. This verification will compare the information on the monthly servicer’s report to the information produced on The Backup Servicer’s system from the monthly extract file received from Servicer. Monthly Duties • The Backup Servicer will store the monthly extract file received from Servicer; • The Backup Servicer will load the information from the monthly extract file to its system within seven (7) business days of receipt of the complete file; • The Backup Servicer will review the monthly servicer’s report and determine that the monthly servicer’s report is complete on its face. The Backup Servicer will: a) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period; b) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period; and c) verify the aggregate outstanding balance of Receivables at the close of the related collection period; • In the event of any discrepancy on the monthly servicer’s report, the Backup Servicer will promptly notify Servicer of any discrepancies; • Warm backup servicing duties assume a readiness state that would allow the Backup Servicer to convert and transfer the portfolio as soon as reasonably practical (not immediately) upon the formal request for transfer notice. (Annex A) AX-1 APPENDIX A USAGE AND DEFINITIONS

Appears in 1 contract

Samples: Sale and Servicing Agreement (California Republic Auto Receivables Trust 2015-2)

Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Schedule B SB-4 Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Schedule B SB-5 Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralizationover collateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Schedule B SB-6 Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer Schedule B SB-7 Reg AB Reference Servicing Criteria Responsible Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Servicer 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements Servicer 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Servicer 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt and identification, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. Servicer 1122(d)(4)(v) The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance. Servicer 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Servicer 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Servicer 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Servicer 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. Schedule B SB-8 Reg AB Reference Servicing Criteria Responsible Party 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission. N/A 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Servicer 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. N/A Schedule B SB-9 ANNEX A BACKUP SERVICER DUTIES Duties of CSC Logic (“CSC”), as Backup Servicer CALIFORNIA REPUBLIC AUTO RECEIVABLES TRUST 0000-0 Xxx-xxxx, Upfront Duties — CSC will request an initial extract file specific to CRART 2014-4 from Servicer. CSC’s extract file layout will be provided to Servicer; — Information from the initial extract file received from Servicer will be mapped to CSC’s system within sixty (60) days of receipt of the complete file; — CSC will compare information from the initial extract file to initial monthly certificate and further determine that the monthly servicer’s report is complete on its face. CSC will a) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period; b) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period; and c) verify the aggregate outstanding balance of Receivables at the close of the related collection period. This verification will compare the information on the monthly servicer’s report to the information produced on CSC’s system from the monthly extract file received from Servicer. Monthly Duties — CSC will store the monthly extract file received from Servicer; — CSC will load the information from the monthly extract file to CSC’s system within seven (7) business days of receipt of the complete file; — CSC will review the monthly servicer’s report and determine that the monthly servicer’s report is complete on its face. CSC will: a) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period; b) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period; and c) verify the aggregate outstanding balance of Receivables at the close of the related collection period; — In the event of any discrepancy on the monthly servicer’s report, CSC will promptly notify Servicer of any discrepancies; — Warm backup servicing duties assume a readiness state that would allow CSC to convert and transfer the portfolio as soon as reasonably practical (not immediately) upon the formal request for transfer notice. (Annex A) AX-1 APPENDIX A USAGE AND DEFINITIONS USAGE The following rules of construction and usage are applicable to this Appendix and to any agreement that incorporates this Appendix and any certificate or other document made or delivered pursuant to any such agreement:

Appears in 1 contract

Samples: Sale and Servicing Agreement (California Republic Funding LLC)

Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholderscertificateholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Schedule B Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Schedule B Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Schedule B Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer Schedule B Reg AB Reference Servicing Criteria Responsible Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Servicer 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements Servicer 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Servicer 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt and identification, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. Servicer 1122(d)(4)(v) The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance. Servicer 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Servicer 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Servicer 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Servicer 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. Schedule B Reg AB Reference Servicing Criteria Responsible Party 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission. N/A 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Servicer 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. N/A Schedule B ANNEX A BACKUP SERVICER DUTIES Duties of CSC Logic (“CSC”), as Backup Servicer CALIFORNIA REPUBLIC AUTO RECEIVABLES TRUST 0000-0 Xxx-xxxx, Upfront Duties • CSC will request an initial extract file specific to CRART 2014-1 from Servicer. CSC’s extract file layout will be provided to Servicer; • Information from the initial extract file received from Servicer will be mapped to CSC’s system within sixty (60) days of receipt of the complete file; • CSC will compare information from the initial extract file to initial monthly certificate and further determine that the monthly servicer’s report is complete on its face. CSC will a) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period; b) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period; and c) verify the aggregate outstanding balance of Receivables at the close of the related collection period. This verification will compare the information on the monthly servicer’s report to the information produced on CSC’s system from the monthly extract file received from Servicer. Monthly Duties • CSC will store the monthly extract file received from Servicer; • CSC will load the information from the monthly extract file to CSC’s system within seven (7) business days of receipt of the complete file; • CSC will review the monthly servicer’s report and determine that the monthly servicer’s report is complete on its face. CSC will: a) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period; b) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period; and c) verify the aggregate outstanding balance of Receivables at the close of the related collection period; • In the event of any discrepancy on the monthly servicer’s report, CSC will promptly notify Servicer of any discrepancies; • Warm backup servicing duties assume a readiness state that would allow CSC to convert and transfer the portfolio as soon as reasonably practical (not immediately) upon the formal request for transfer notice. Schedule B APPENDIX A USAGE AND DEFINITIONS USAGE The following rules of construction and usage are applicable to this Appendix and to any agreement that incorporates this Appendix and any certificate or other document made or delivered pursuant to any such agreement:

Appears in 1 contract

Samples: Sale and Servicing Agreement (California Republic Funding LLC)

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Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Schedule B SB-4 Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Schedule B SB-5 Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Schedule B SB-6 Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer Schedule B SB-7 Reg AB Reference Servicing Criteria Responsible Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Servicer 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements Servicer 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Servicer 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt and identification, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. Servicer 1122(d)(4)(v) The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance. Servicer 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Servicer 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Servicer 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Servicer 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. Schedule B SB-8 Reg AB Reference Servicing Criteria Responsible Party 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission. N/A 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Servicer 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. N/A Schedule B SB-9 ANNEX A BACKUP SERVICER DUTIES Duties of Backup Servicer CALIFORNIA REPUBLIC AUTO RECEIVABLES TRUST 0000-0 Xxx-xxxx, Upfront Duties • The Backup Servicer will request an initial extract file specific to CRART 2015-1 from Servicer. The Backup Servicer’s extract file layout will be provided to Servicer; • Information from the initial extract file received from Servicer will be mapped to the Backup Servicer’s system within sixty (60) days of receipt of the complete file; • The Backup Servicer will compare information from the initial extract file to initial monthly certificate and further determine that the monthly servicer’s report is complete on its face. The Backup Servicer will a) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period; b) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period; and c) verify the aggregate outstanding balance of Receivables at the close of the related collection period. This verification will compare the information on the monthly servicer’s report to the information produced on The Backup Servicer’s system from the monthly extract file received from Servicer. Monthly Duties • The Backup Servicer will store the monthly extract file received from Servicer; • The Backup Servicer will load the information from the monthly extract file to its system within seven (7) business days of receipt of the complete file; • The Backup Servicer will review the monthly servicer’s report and determine that the monthly servicer’s report is complete on its face. The Backup Servicer will: a) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period; b) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period; and c) verify the aggregate outstanding balance of Receivables at the close of the related collection period; • In the event of any discrepancy on the monthly servicer’s report, the Backup Servicer will promptly notify Servicer of any discrepancies; • Warm backup servicing duties assume a readiness state that would allow the Backup Servicer to convert and transfer the portfolio as soon as reasonably practical (not immediately) upon the formal request for transfer notice. (Annex A) AX-1 APPENDIX A USAGE AND DEFINITIONS

Appears in 1 contract

Samples: Sale and Servicing Agreement (California Republic Auto Receivables Trust 2015-1)

Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he the sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Part III: Form 10-K Disclosure Items Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer Reg AB Reference Servicing Criteria Responsible Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Servicer 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements Servicer 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Servicer 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt and identification, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. Servicer 1122(d)(4)(v) The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance. Servicer 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Servicer 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Servicer 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Servicer 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. N/A Reg AB Reference Servicing Criteria Responsible Party 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission. N/A 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Servicer 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. N/A EXHIBIT E BACKUP SERVICER DUTIES Duties of Backup Servicer California Republic Auto Receivables Trust 0000-0 Xxx-xxxx, Upfront Duties · The Backup Servicer will request an initial extract file specific to CRART 2018-1 from Servicer. The Backup Servicer’s extract file layout will be provided to Servicer. · Information from the initial extract file received from Servicer will be mapped to the Backup Servicer 's system within 60 days of receipt of the complete file. · The Backup Servicer will compare information from the initial extract file to the initial Servicer’s Monthly Certificate and further determine that the Servicer’s Monthly Certificate is complete on its face. The Backup Servicer will verify (1) the aggregate outstanding balance of Receivables at the beginning of the related Collection Period, (2) the number and principal balance of delinquent and defaulted Receivables at the close of such Collection Period and (3) the aggregate outstanding balance of Receivables at the close of such Collection Period. This verification will compare the information on the Servicer’s Monthly Certificate to the information produced on the Backup Servicer’s system from the monthly extract file received from the Servicer. Monthly Duties · The Backup Servicer will store the monthly extract file received from Servicer. · The Backup Servicer will load the information from the monthly extract file to its system within seven business days of receipt of the complete file. · The Backup Servicer will review the monthly servicer's report and determine that the monthly servicer's report is complete on its face. The Backup Servicer will verify (1) the aggregate outstanding balance of Receivables at the beginning of the related Collection Period, (2) verify the number and principal balance of delinquent and defaulted Receivables at the close of such Collection Period and (3) verify the aggregate outstanding balance of Receivables at the close of such Collection Period. · In the event of any discrepancy on the Monthly Servicer’s Certificate, the Backup Servicer will promptly notify the Servicer of any discrepancies. · Warm backup servicing duties assume a readiness state that would allow the Backup Servicer to convert and transfer the portfolio as soon as reasonably practical (not immediately) upon the formal request for transfer notice. APPENDIX A USAGE AND DEFINITIONS

Appears in 1 contract

Samples: Sale and Servicing Agreement (California Republic Auto Receivables Trust 2018-1)

Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholderscertificateholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Schedule B SB-4 Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Schedule B SB-5 Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Schedule B SB-6 Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer Schedule B SB-7 Reg AB Reference Servicing Criteria Responsible Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Servicer 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements Servicer 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Servicer 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt and identification, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. Servicer 1122(d)(4)(v) The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance. Servicer 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Servicer 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Servicer 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Servicer 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. Schedule B SB-8 Reg AB Reference Servicing Criteria Responsible Party 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission. N/A 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Servicer 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. N/A Schedule B SB-9 ANNEX A BACKUP SERVICER DUTIES Duties of CSC Logic (“CSC”), as Backup Servicer CALIFORNIA REPUBLIC AUTO RECEIVABLES TRUST 0000-0 Xxx-xxxx, Upfront Duties • CSC will request an initial extract file specific to CRART 2014-2 from Servicer. CSC’s extract file layout will be provided to Servicer; • Information from the initial extract file received from Servicer will be mapped to CSC’s system within sixty (60) days of receipt of the complete file; • CSC will compare information from the initial extract file to initial monthly certificate and further determine that the monthly servicer’s report is complete on its face. CSC will a) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period; b) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period; and c) verify the aggregate outstanding balance of Receivables at the close of the related collection period. This verification will compare the information on the monthly servicer’s report to the information produced on CSC’s system from the monthly extract file received from Servicer. Monthly Duties • CSC will store the monthly extract file received from Servicer; • CSC will load the information from the monthly extract file to CSC’s system within seven (7) business days of receipt of the complete file; • CSC will review the monthly servicer’s report and determine that the monthly servicer’s report is complete on its face. CSC will: a) verify the aggregate outstanding balance of Receivables at the beginning of the related collection period; b) verify the number and principle balance of delinquent and defaulted Receivables at the close of the related collection period; and c) verify the aggregate outstanding balance of Receivables at the close of the related collection period; • In the event of any discrepancy on the monthly servicer’s report, CSC will promptly notify Servicer of any discrepancies; • Warm backup servicing duties assume a readiness state that would allow CSC to convert and transfer the portfolio as soon as reasonably practical (not immediately) upon the formal request for transfer notice. (Annex A) AX-1 APPENDIX A USAGE AND DEFINITIONS USAGE The following rules of construction and usage are applicable to this Appendix and to any agreement that incorporates this Appendix and any certificate or other document made or delivered pursuant to any such agreement:

Appears in 1 contract

Samples: Sale and Servicing Agreement (California Republic Funding LLC)

Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he the sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Part III: Form 10-K Disclosure Items Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer Reg AB Reference Servicing Criteria Responsible Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Servicer 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements Servicer 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Servicer 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt and identification, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. Servicer 1122(d)(4)(v) The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance. Servicer 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Servicer 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Servicer 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Servicer 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. N/A Reg AB Reference Servicing Criteria Responsible Party 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission. N/A 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Servicer 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. N/A EXHIBIT E BACKUP SERVICER DUTIES Duties of Backup Servicer California Republic Auto Receivables Trust 0000-0 Xxx-xxxx, Upfront Duties · The Backup Servicer will request an initial extract file specific to CRART 2018-1 from Servicer. The Backup Servicer’s extract file layout will be provided to Servicer. · Information from the initial extract file received from Servicer will be mapped to the Backup Servicer ‘s system within 60 days of receipt of the complete file. · The Backup Servicer will compare information from the initial extract file to the initial Servicer’s Monthly Certificate and further determine that the Servicer’s Monthly Certificate is complete on its face. The Backup Servicer will verify (1) the aggregate outstanding balance of Receivables at the beginning of the related Collection Period, (2) the number and principal balance of delinquent and defaulted Receivables at the close of such Collection Period and (3) the aggregate outstanding balance of Receivables at the close of such Collection Period. This verification will compare the information on the Servicer’s Monthly Certificate to the information produced on the Backup Servicer’s system from the monthly extract file received from the Servicer. Monthly Duties · The Backup Servicer will store the monthly extract file received from Servicer. · The Backup Servicer will load the information from the monthly extract file to its system within seven business days of receipt of the complete file. · The Backup Servicer will review the monthly servicer’s report and determine that the monthly servicer’s report is complete on its face. The Backup Servicer will verify (1) the aggregate outstanding balance of Receivables at the beginning of the related Collection Period, (2) verify the number and principal balance of delinquent and defaulted Receivables at the close of such Collection Period and (3) verify the aggregate outstanding balance of Receivables at the close of such Collection Period. · In the event of any discrepancy on the Monthly Servicer’s Certificate, the Backup Servicer will promptly notify the Servicer of any discrepancies. · Warm backup servicing duties assume a readiness state that would allow the Backup Servicer to convert and transfer the portfolio as soon as reasonably practical (not immediately) upon the formal request for transfer notice. APPENDIX A USAGE AND DEFINITIONS

Appears in 1 contract

Samples: Sale and Servicing Agreement (California Republic Auto Receivables Trust 2018-1)

Reg FD Disclosure    Depositor. Item 8.01- Other Events Any event, with respect to which information is not otherwise called for in Form 8-K, that the registrant deems of importance to noteholderscertificateholders. Depositor Item 9.01- Financial Statements and Exhibits Responsible party, as applicable, for reporting/disclosing the financial statement or exhibit Part III: Form 10-K Disclosure Items FORM 10-K DISCLOSURE ITEMS Item on Form 10-K Responsible Party Item 1B: Unresolved Staff Comments Depositor Item 9B: Other Information Any party responsible for disclosure items on Form 8-K Item 15: Exhibits, Financial Statement Schedules Depositor Additional Item: Disclosure per Item 1117 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to the issuing entity, (iii) the Depositor as to the sponsor, any 1106(b) originator, any 1100(d)(1) party Additional Item: Disclosure per Item 1119 of Reg AB (i) All parties to the Sale and Servicing Agreement (as to themselves), (ii) the Depositor as to he sponsor, originator, significant obligor, enhancement or support provider Additional Item: Disclosure per Item 1112(b) of Reg AB Depositor/ Servicer Additional Item: Disclosure per Items 1114(b) and 1115(b) of Reg AB Depositor Part IV: Servicing Criteria Reg AB Reference Servicing Criteria Responsible Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Servicer Backup Servicer 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities. Servicer 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer for the pool assets are maintained. Servicer 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. 1122(d)(1)(v) Aggregation of information, as applicable is mathematically accurate and the information conveyed accurately reflects the information Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. Servicer 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Servicer 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. Servicer 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Servicer Indenture Trustee Reg AB Reference Servicing Criteria Responsible Party 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. Indenture Trustee 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Servicer Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer. Servicer 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. Servicer 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days specified in the transaction agreements. Servicer Indenture Trustee 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Servicer Reg AB Reference Servicing Criteria Responsible Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Servicer 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements Servicer 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Servicer 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s obligor records maintained no more than two business days after receipt and identification, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. Servicer 1122(d)(4)(v) The Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s unpaid principal balance. Servicer 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Servicer 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Servicer 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Servicer 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. Reg AB Reference Servicing Criteria Responsible Party 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission. N/A 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the Servicer, or such other number of days specified in the transaction agreements. N/A 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Servicer 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. N/A ANNEX A BACKUP SERVICER DUTIES Duties of CSC Logic, as Backup Servicer CALIFORNIA REPUBLIC AUTO RECEIVABLES TRUST 2013-2 • CSC Logic provides the system of record (the Xxxx system) for all loans covered under this agreement. CSC Logic does not currently provide any loan specific operational support other than printing and day to day training and system support however CSC Logic has a fully operational loan servicing operation that is currently servicing loan similar to those covered in this agreement. It should be noted that all services, timing and correlating pricing as stated herein are based upon the assumption that all loans covered by this Agreement are maintained on the CSC Logic Xxxx Retail and Collection System of record as stated above. • As Hot Back-up Servicer, CSC Logic will be responsible for performing the activities necessary to ensure that, in the event of a default or bankruptcy of the Client, CSC Logic will be able to assume the primary servicing responsibilities outlined and agreed to by CSC Logic in the pooling and servicing agreement/indenture immediately upon CSC Logic’s receipt of a notification of transfer from the controlling party. In an effort to prepare for the transfer, CSC Logic will perform the following functions: Monthly duties: • As the designated hot back-up (standby servicer), CSC Logic will receive monthly a servicer certificate in a substantially similar format to those typically used for asset backed securitization transactions (auto loans). CSC Logic will review the certificate on its face for completeness and will compare certain entries, as mutually agreed, to available data on the system of record. Discrepancies will be reported to the designated parties. • CSC will also receive and store the following reports from CRB: • Suspense/Unapplied Report • Inventory report (Vehicles in inventory) including vehicle location information • Assigned for Repossession report including agent contact name and address • Repossession report including agent contact names and addresses • Liquidation report (Auction report) • Bankruptcy Report • Totaled vehicle report • Outstanding Title report • Dealer Processing report • Copies of relevant bank reconciliations and bank statements • Outstanding Title report • Other reports that would allow CSC Logic to assume the duties of the primary servicer in the event of transfer • CSC Logic will make at least one visit per year to Client site (or sites, if operations are performed at multiple sites) to review current operations. Additional visits can be requested by Client or other controlling parties as needed. Between visits, Client will inform CSC Logic of any significant changes in operations, management, vendors, policies or any other change that might have a material effect on CSC Logic’s ability to assume servicing responsibilities. • Should Client enter into an agreement in which CSC Logic is a named party in the transaction with back-up (standby) responsibilities, such agreement will need to be negotiated and approved by CSC Logic prior to execution. APPENDIX A USAGE AND DEFINITIONS USAGE The following rules of construction and usage are applicable to this Appendix and to any agreement that incorporates this Appendix and any certificate or other document made or delivered pursuant to any such agreement:

Appears in 1 contract

Samples: Sale and Servicing Agreement (California Republic Funding LLC)

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